SPAC IPO—no operating business. Monitor for target business combination announcement within 18 months. Post-IPO trading will reflect market sentiment on management's ability to execute a deal in defense/AI sectors. Significant dilution risk from low-cost founder shares.
Executive Summary
Collective Acquisition Corp. II filed Amendment No. 2 to its S-1 registration statement, detailing a $220M SPAC IPO (22M units at $10/unit). The SPAC targets businesses in national security, defense technology, and AI sectors. Proceeds of $221.1M will be held in trust, with $1.32M for working capital. The company has 18 months to complete a business combination and faces significant risks including dilution from founder shares purchased at $0.003/share.
Key Financial Metrics
Key Facts
- Offering: 22M units at $10.00/unit, each consisting of one Class A share and one-half warrant ($11.50 exercise price).
- Trust account: $221.1M ($10.05/share); $1.32M outside for working capital.
- Sponsor purchased 8.43M founder shares for $25K ($0.003/share) and 5.84M private warrants for $4.67M.
- Target sectors: financial, strategic resources, defense technology, artificial intelligence.
- 18-month deadline to complete initial business combination; no target identified yet.
- Underwriting commission: $0.375/unit cash + 3% deferred ($6.6M).
Financial Impact
Gross proceeds of $220M from IPO plus $4.67M from private warrant sale. $221.1M deposited in trust.
Risk Factors
- No target identified; may fail to find suitable business within 18 months.
- Substantial dilution from founder shares purchased at $0.003 vs. IPO price of $10.00.
- Limited working capital ($1.32M) for operations before business combination.
- Potential conflicts of interest: management and sponsor incentivized to complete any deal to avoid loss of investment.
- Risk of being deemed an investment company under the Investment Company Act.
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-1/A Filing (Primary) | 0001213900-26-048032 |
| Document: ea028766501ex1-1.htm | 0001213900-26-048032 |
| Document: ea028766501ex4-4.htm | 0001213900-26-048032 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Apr 30, 2026 25w ago | 3 | — | awaiting T+20 | — | — |
Apr 30, 2026 25w ago | 3 | — | awaiting T+20 | — | — |
Apr 27, 2026 26w ago | S-1/A | — | awaiting T+20 | — | — |
US Market Status
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